Following five years of constant utility rates, the Anchorage Water and Wastewater Utility found the challenge of sustaining service levels and efficiency improvements necessary to continue to avoid rate increases increasingly difficult. To add new energy and ideas, the utility made the decision to involve employees in the strategic planning process and the efficiency program. The utility lead program, named the Excellence Adventure, achieved early, impressive gains through formation and recommendations of employee re-engineering teams, under the guidance of a cross divisional, organization and labor group Competitiveness Steering Team. After operating the Excellence Adventure for approximately three years, the utility determined to hire a consulting team to accelerate the program to achieve the financial and cultural change goals. The Brown and Caldwell consultant team conducted evaluations of the utility and its competitiveness program as the basis for developing a 2002 Action Plan. The focus of the plan was both short-term, to meet cost savings goals, as well as long-term, to evolve the cultural changes necessary to ensure the savings were sustainable. The Action Plan focused on evolving the utility’s efficiency initiative from a discrete program to its complete integration into the utility. This paper describes the development of the2002 Action Plan and its first six months of implementation. The paper also describes the successes, challenges, and the lessons learned in integrating the continuous improvement culture into the organization while retaining the benefits accrued in the initial years of the Excellence Adventure program.